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Home My WebLink About2018-382-E DSS - New Horizons computer training for program participantsDocuSign Envelope ID: 36134 63 88 -3 1 8C- 4415 - 8506- 0133E213 F07 FED [Departmental Use Only] TITLE New Horizons Computer Learning Centers, Inc. FY 2018 -19 ORANGE COUNTY CONTRACT UNDER $5,000.00 NORTH CAROLINA THIS AGREEMENT, trade and entered into this 31 st day of July, 2018, ( "Effective Date ") by and between Orange County, North Carolina, a body politic and corporate organized under the laws of the State of North Carolina, (the "County "), party of the first part; and New Horizons Computer Learning Centers, Inc. (the "Provider"), panty of the second part; WITNESSETH: For the purpose and subject to the terms and conditions hereinafter set forth, the County hereby contracts for the services of the Provider, and the Provider agrees to provide the following services to the County in accordance with the terms of this Agreement, time being of the essence: The services and/or materials and/or construction (hereinafter referred to collectively as "Services ") to be furnished under this Agreement are as follows: Course BA03 "Writing Effective Business Cases" and Course BA05 "Process Modeling Using BPMN" for Workforce Innovation and Opportunity Act (WIOA) participant Suzanna Thomas. The term of this agreement rendered shall be from July 31, 2018 to June 30, 2019. Provider represents and agrees that Provider is qualified to perform and fully capable of performing and providing the services required or necessary under this Agreement in a fully competent, professional and timely mariner to the satisfaction of the County. Provider shall be responsible for all errors or omissions, in the performance of the Agreement. Provider shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the County. Provider agrees that Provider shall not subcontract any of the services to be provided in this Agreement, nor shall Provider assign any right or responsibility granted or required by this Agreement, without the prior written approval of the County. SPECIFIC TERMS 1. Pa,f�: The County agrees to pay at the rates specified for Services satisfactorily performed in accord with this Agreement. The amount to be paid by the County shall not exceed Two Thousand and Two Hundred Dollars, ($2,200.00). Payment shall be made within thirty (30) days of an invoice properly submitted to County. Should Provider fail to perform its duties under the terms of this Agreement, County may, without fault or penalty, withhold any payment associated with the work to be performed until such time as said work is completed, 2. Non— waiver; Failure by County at any time to require the performance by Provider of any of the provisions hereof shall in no way waive or affect the County's right hereunder to enforce the same, nor shall any waiver by the County of any breach be held to be a waiver of any succeeding breach or a waiver of this Non- Waiver Clause. 3. Independent Contractor: The Provider shall operate as an independent contractor, and the County shall not be responsible for any of the Provider's acts or omissions. The Provider shall not be treated as an employee with respect to the Services performed hereunder for federal or state tax, unemployment or workers' compensation purposes. The Provider understands that neither federal, nor state, nor payroll tax of any kind shall be withheld or paid by the County on behalf of the Provider or the employees of the Provider. Revised 10117 (Mgr appry A 6118) DocuSign Envelope ID: 36134 63 88 -3 1 8C- 4415 - 8506- 0133E213 F07 FED 4. Insurance: Provider shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by County's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Grange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http://www.orangecountync.izov/deoartments/purchasin division /contracts.php). If County's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here NIA (if no additional insurance required mark NIA as being not applicable). Provider shall not commence work until such insurance is in effect and certification thereof has been received by the County's Risk Manager. 5. Ltdemni : The Provider agrees, without limitation, to defend, indemnify, and hold harmless Orange County from all losses, liabilities, claims, demands, suits, costs, damages or expenses (including reasonable attorney's fees) arising from bodily injury, including death, to any person or persons or damage to or destruction of any property caused in whole or in part by any negligent or intentional act or omission on the part of the Provider in carrying out Provider's duties and obligations related to the Services to be provided in this Agreement. 6. Termination: This Agreement may be terminated at any time by mutual written agreement of the parties or by the County upon written notice to the Provider. County may suspend this Agreement upon reasonable notice to Provider. 7. Entire Agreement and Signatures; The parties have read this Agreement and agree to be bound by all of its terms, and further agree that it constitutes the complete and exclusive statement of the Agreement between the parties unless and until modified in writing and signed by the parties. Modifications may be evidenced by telefacsimile signature. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the consent of the Parties to utilize electronic signatures and the intent of the parties to comply with Article I IA and Article 40 of North Carolina General Statute Chapter fib. 8. Governing, Law and Priority: Both parties agree that this Agreement shall be governed by the laws of the State of North Carolina and Orange County. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti - discrimination laws; policies, rules, and regulations and the Orange County Non - Discrimination Policy and Orange County Living Wage Policy (each policy is incorporated herein by reference and may be viewed at http• / /www oraiiucounten og v /del2artmeiits /12urchasing division /contracts.l2hp.). Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This paragraph is not intended to limit and does not limit the definition of breach to discrimination. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147 - 86.58. By executing this Agreement Provider certifies that Provider has not been identified, and has not utilized the services of any agent or subcontractor identified, on the list created by the State Treasurer pursuant to G.S. 147- 86.81. By executing this Agreement Provider affirms Provider is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. In determining the basic services to be provided, should any documents be referenced in or attached to this Agreement, the terms herein shall have priority in any conflict between the terms of referenced documents and the terms of this Agreement. 9. Dispute Resolution: Neither party may initiate binding arbitration. Any disputes shall be resolved by nonbinding mediation. If such mediation fails either parity may initiate litigation to resolve the dispute. Should either party initiate litigation to settle any dispute involving the terms of this Agreement Revised 10117 (Mgr appry A 6 /18) 2 DocuSign Envelope ID: 36134 63 88 -3 1 8C- 4415 - 8506- 0133E213 F07 FED such litigation shall be initiated in the General Court of Justice of North Carolina seated in Orange County, North Carolina. 10. Non Appropriation: Provider acknowledges that County is a governmental entity, and the validity of this Agreement is based upon the availability of public funding gander the authority of its statutory mandate. In the event that public funds are unavailable and not appropriated for the performance of County's obligations under this Agreement, then this Agreement shall automatically expire without penalty to County immediately upon written notice to Provider of the unavailability and non - appropriation of public funds. IN WITNESS MMEREOF, Orange County and the Provider have signed this Agreement, effective as of the day first written above. OR � �TOocuSigned hy:.... :: N WMA, By' DAE1E19SA838455... — Department Director 200 S. Cameron St. P.Q. Box 8181 Hillsborough, NC 27278 Revised 10/17 (Mgr appry 5k 6118) 3 PIIC UocuSigned hy: By. - 6�f60 §gl . Title; New Horizons Computer Learning Centers, Inc. 100 Four Fall Corporate Center, Suite 408 West Conshohocken, PA 19428 DocuSign Envelope ID: 36B46388 -318C- 4415 - 8506- OB3E2BF07FED Ac OD DATE "R" CERTIFICATE OF LIABILITY INSURANCE Page � of 2 a9/z9laal7 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 'Willis of Pennsylvania, Inc. PHONE 877- 945 -7378 888 -467° c/o 26 Century Pled. P o. Box 305191 MAIL certificates@willis.com Nashville, TN 37238 -5191 I No Atlantic Specialty Insurance Company 27154 -001 New Horizons Computer Learning Centers, Inc. - 1900 S. State College Blvd. INSURERC: Suite 450 ]NSURER�: Anaheim, CA 92806 I NSURER E: COVERAGES CERTIFICATE NUMBER: 25741381 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY HE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR DDL SUB POLICY EFF POLICYEXP LIMITS TYPE OF INSURANCE POLICY NUMBER COMMERGIALGENERALLIA6ILITY 711- 01 -28 -25 -0006 0/1/2017 10/1/2018 EACH OCCURRENCE $ 1 {100 OQO PAOR -i 3RENTED I $ 1 4 0 0 0 0 4 CLAIMS -MADE OCCUR accuranca MED EX? (Anyone person) $ 10,000 PERSONAL &ADWRJURY $ 3" 000 000 GEN'L AGGREGATE LIMrrAPPLEnESPER: GENERAL AGGREGATE $ 2,000,000 POLICY P O- L PRO DUCTS - COMPIOPAGG $ 2,000,000 OTHER: Eaacryry 0 SINGLE LIMIT $ 1,000,OQO A AUTOMOBILELIABIUTY 711 -41 -28-25 -0006 10/1/2017 70/1/2018 odeerl X ANYA41T0 BO DILY INJU RY(Per person) $ OWNED SCHEDULED SODILYINJURY(Paracddenl) AUTOS ONLY AUTOS P PER AMAGE X HIRER x AUTOS NLDD (Per accident] $ AUTOS ONLY A X UMBRELLALIAB X OCCUR 711- 01 -26 -25 -0005 10/1/2017 10/1/2018 EACH OCCURRENCE $ 10,000,000 EXCESS LIAR CLAIMS -MADE AGGREGATE $ 10A00 400 F—FDEDT 1RETENTION A WORKERS COMPENSATION 406- 03 -78 -78 -0006 0/1/2017 10/1/2018 X AND EMPLOYERS' UABIL[rY ANY PROPRIETDRMARTNER(EXECUTIVE Z NIA E.L. EACH ACCIDENT $ 1, 0 fl'0 , 0 O O OFFICERIMEMSEREXCLUDED? E..L. DISEASE -EA EMPLOYEE $ 1,000,000 ffMandatary,II NH] ff yes, descn6e under E.L. DISEASE - POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS baiow A 711- 01- -28 -25 -0046 1-5/1/2 017 10/1/2418 Blanket Business $392,787 Limit. Personal Property $1,000 Deductible (All Risks) - DESCRIPTION OF OPERATIONS i LOCATIONS I VEHICLES (ACORD 181, Additional Remarks Schedule, maybe attached if more space is required] See attached: I CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Evidence of Insurance Coll:5131369 Tp1:2172358 Cert :25741381 0 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD DocuSign Envelope ID: 36B46388 -318C- 4415 - 8506- OB3E2BF07FED AGENCYCUSTOMERID; 22 048941 LOC #. ' 6- °D� ADDITIONAL REMARKS SCHEDULE Page 9. 2 AGENCY 14AMEDIN5URED New I�orizons Computer Learning Centers, Inc Willis of Pennsylvania, Inc. 1900 S. State College Blvd. Suite 450 POLICY NUMBER Anaheim, CA 92806 See First Page CARRIER NA IC CODE Atlantic Specialty insurance Company 27154 -001 EFFECTivEDArt: See First Page ACORD101 (2008101) Coll:5131369 Tpl:2172358 Cert:25'141JIt;1 i12UU?$ALtlKL Ol UMJ'Ur%.-%1I Jlr.n11ILUIILsIVa=l —u. The ACORD name and logo are registered marks of ACORD